Third Amendment Transactions definition

Third Amendment Transactions means the execution, delivery and performance by each Loan Party of the Third Amendment, the other Loan Documents executed in connection therewith, the Senior Unsecured Notes and any related agreements, documents and certificates executed in connection therewith and the consummation of the transactions contemplated by the foregoing.

Third Amendment Transactions shall have the meaning set forth in the definition of “Transactions”.

Third Amendment Transactions means (i) the execution, delivery and performance by the Borrower of the 2026 Senior Notes Note Purchase Agreement and each other 2026 Senior Notes Note Document to which it is a party, the issuing of the Notes (as such term is defined in 2026 Senior Notes Note Purchase Agreement) and the use of the proceeds thereof and (b) the execution, delivery and performance by each subsidiary of the Borrower party as guarantor to the 2026 Senior Notes Note Purchase Agreement of each 2026 Senior Notes Note Document to which such subsidiary is a party and the guaranteeing of the Guaranteed Obligations (as such term is defined in the 2026 Senior Notes Note Purchase Agreement) by such subsidiary and (iii) the payment of fees, costs and expenses in connection with the foregoing.

Examples of Third Amendment Transactions in a sentence

• After giving effect to the Third Amendment Transactions and the other transactions contemplated hereby, no Company shall have outstanding any Indebtedness or preferred stock other than (i) the Loans and Credit Extensions hereunder, (ii) the Senior Subordinated Notes, (iii) the New Senior Subordinated Notes, (iv) the Supplemental Financing, (v) Indebtedness permitted under the Existing Credit Agreement and (vi) Indebtedness owed to either Borrower or any Guarantor.

• All proceeds of the US A-2 Term Loans incurred on the Third Amendment Effective Date shall be used (i) to refinance certain Indebtedness under this Agreement prior to giving effect to the Third Amendment that was incurred to finance the Gateway Acquisition and (ii) to pay the fees, costs and expenses incurred in connection with the Third Amendment Transactions.

• All proceeds of the US A-1 Term Loans incurred on the Third Amendment Effective Date shall be used (i) to refinance certain Indebtedness under this Agreement prior to giving effect to the Third Amendment, and (ii) to pay the fees, costs and expenses incurred in connection with the Third Amendment Transactions.

• The consummation of the Transactions, the Second Amendment Transactions and the Third Amendment Transactions will not give rise to any right of termination or right of renegotiation on the part of any union under any collective bargaining agreement to which any Company is bound.

• The Transactions, the Second Amendment Transactions and the Third Amendment Transactions to be entered into by each Loan Party are within such Loan Party’s powers and have been duly authorized by all necessary action on the part of such Loan Party.

More Definitions of Third Amendment Transactions

Third Amendment Transactions means the Third Amendment and all related Loan Documents and other agreements executed in connection therewith.

Third Amendment Transactions means the “Transactions” under and as defined in that certain Transaction Support Agreement, dated as of July 3, 2024, by and among Lenders, the Loan Parties and the other parties from time to time party thereto, as the same may be amended, restated, amended and restated, supplemented or otherwise modified {from time to time in accordance with }the terms thereof.

Third Amendment Transactions means, collectively, the transactions that occurred on February 24, 2006 pursuant to the Third Amendment Transaction Documents, including (a) the consummation of the Alenco Acquisition; (b) the execution, delivery and performance of those Loan Documents which needed to be amended or otherwise modified on February 24, 2006 to the extent contemplated thereby and the borrowings that occurred on February 24, 2006 thereunder; and (c) the payment of all fees and expenses to be paid on or prior to February 24, 2006 and owed in connection with the foregoing.

Third Amendment Transactions means, collectively, the transactions to occur on or prior to the Third Amendment Effectiveness Date pursuant to the Third Amendment Transaction Documents, including (a) the consummation of the Alenco Acquisition; (b) the execution, delivery and performance of those Loan Documents which need to be amended or otherwise modified on the Third Amendment Effectiveness Date to the extent contemplated hereby and the borrowings to occur on the Third Amendment Effectiveness Date hereunder; and (c) the payment of all fees and expenses to be paid on or prior to the Third Amendment Effectiveness Date and owing in connection with the foregoing.

Third Amendment Transactions means, collectively, the transactions and the other agreements contemplated by this Third Amendment and, in each case, the payment of fees, premiums, expenses and other transaction costs incurred in connection therewith (including funding any “original issue discount” or other upfront fees, as applicable).

Third Amendment Transactions means (i) the (x) the execution, delivery and performance by each applicable Loan Party of this Agreement and the other Loan Documents executed and/or delivered in connection herewith, (y) incurrence of the Third Amendment Term Commitment Increase, the Borrowings thereunder and the use of the proceeds thereof and (z) incurrence of the Third Amendment Revolving Commitment Increase, (ii) the prepayment of all outstanding term loans incurred under the Second Lien Facility and (iii) the incurrence or payment of fees, costs and expenses by Holdings, the Borrower or any other Subsidiary in connection with the foregoing as well as the prepayment of all outstanding term loans incurred under the Second Lien Facility (the “Third Amendment Transaction Costs”).

Third Amendment Transactions means the execution, delivery and performance by the Credit Parties of the Third Amendment and the other Credit Documents, the borrowing of Loans and other credit extensions on the Third Amendment Effective Date, the refinancing of certain Indebtedness under the Existing Credit Agreement prior to giving effect to the Third Amendment and the payment of the fees, costs and expenses incurred in connection with any of the foregoing. “Total Commitment” shall mean, at any time, the sum of the Commitments of each of the Lenders at such time. “Total Incremental Term Loan Commitment” shall mean, at any time and for any Tranche of Incremental Term Loans, the sum of the Incremental Term Loan Commitments of such Tranche of each of the Lenders at such time. “Total Indebtedness” shall mean, at any time, the aggregate principal amount of Indebtedness of Silgan and its Subsidiaries determined on a consolidated basis at such time (but excluding (x) obligations in respect of Interest Rate Protection Agreements and (y) any premiums or discounts associated with the issuance of any Indebtedness to the extent that accounting principles generally accepted in the United States would require such amounts to be reflected as Indebtedness on a consolidated balance sheet of Silgan). “Total Net Leverage Ratio” shall mean, as of the date of determination, the ratio of (x) the sum of (I) Total Indebtedness (excluding Revolving Outstandings) as of such date plus (II) the Revolving Outstandings on the December 31 immediately preceding such date (or, in the case of a Test Period ended on December 31 in any fiscal year of Silgan, the Revolving Outstandings on such December 31); provided that the amount of such Revolving Outstandings on any December 31 shall not include any Revolving Outstandings which have been subsequently repaid with proceeds of Total Indebtedness included in clause (x)(I) of this definition (as certified in writing by an authorized officer of Silgan) to (y) EBITDA for then the most recently ended Test Period. In determining the Total Net Leverage Ratio for any period, there shall be excluded from Total Indebtedness an amount equal to the amount of unrestricted cash and Cash Equivalents on the consolidated balance sheet of Silgan and its Subsidiaries as of the last day of such period. 58 150546217_8170136845_8